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He took off her panties and started licking her pussy 

She moaned immediately, blushing even more as she looked down at him, her nipples hardening.

He continued going a little deeper with his tongue

"a-ah..f-fuck..~!"

She moaned out as she placed her hand in his hair, her hand gripping his hair a little as she contimued moaning.

"M-Mh~" 

He keeps going and eventually takes his tongue out huffing 

She looked at him, blushing, she was slightly red at this point.

"That was f-fun"

"Y-Yea..i-it really was.."

Starts to put clothes back on 

She did the same.